0000922423-11-000269.txt : 20110614 0000922423-11-000269.hdr.sgml : 20110614 20110614123458 ACCESSION NUMBER: 0000922423-11-000269 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110610 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20110614 DATE AS OF CHANGE: 20110614 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYSTEMAX INC CENTRAL INDEX KEY: 0000945114 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 113262067 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13792 FILM NUMBER: 11909981 BUSINESS ADDRESS: STREET 1: 11 HARBOR PARK DR CITY: PORT WASHINGTON STATE: NY ZIP: 11050 BUSINESS PHONE: 5166087000 MAIL ADDRESS: STREET 1: 11 HARBOR PARK DRIVE CITY: PORT WASHINGTON STATE: NY ZIP: 11050 FORMER COMPANY: FORMER CONFORMED NAME: GLOBAL DIRECTMAIL CORP DATE OF NAME CHANGE: 19950509 8-K 1 kl06015.htm CURRENT REPORT kl06015.htm  

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
______________________________
 
FORM 8-K
 
CURRENT REPORT
 
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (date of earliest event reported): June 10, 2011
 
______________________________
 
SYSTEMAX INC.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction
of incorporation)
1-13792
(Commission
File Number)
11-3262067
(IRS Employer
Identification No.)
11 Harbor Park Drive
Port Washington, New York 11050
(Address of principal executive offices)
 
(516) 608-7000
 
(Registrant’s telephone number, including area code)
 
N/A
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
£ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
£ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
£ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
£ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 
 

 
ITEM 5.07             Submission of Matters to a Vote of Security Holders
 
The annual meeting of stockholders of Systemax Inc. (the “Company”) was held on June 10, 2011. At the annual meeting, the stockholders of the Company voted on four proposals, summarized below.  The vote on each proposal is set forth below.
 
1.  
To elect seven directors for a one-year term ending at the Company’s 2012 annual meeting of stockholders or until their respective successors are duly elected and qualified:
 
Name of Nominee
FOR
WITHHELD
Broker Non-Votes
       
Richard Leeds
30,951,688
1,753,911
2,943,789
Bruce Leeds
30,923,903
1,781,696
2,943,789
Robert Leeds
30,922,256
1,783,343
2,943,789
Lawrence P. Reinhold
30,788,244
1,917,355
2,943,789
Stacy S. Dick
32,512,807
192,792
2,943,789
Robert D. Rosenthal
32,521,690
183,909
2,943,789
Marie Adler-Kravecas
32,521,196
184,403
2,943,789
 
Accordingly, each of the director nominees was re-elected to the Board of Directors.

2.
To adopt, on an advisory basis, a resolution approving the compensation of the named executive officers of the Company as described in the “Executive Compensation” section of the 2011 Proxy Statement:
     
For
  
31,940,555
Against
  
92,725
Abstain
  
672,319
Broker Non-Vote
  
2,943,789
 
Accordingly, the resolution approving the compensation of the named executive officers was adopted, on an advisory basis.
 
3.
To select, on an advisory basis, the frequency of the stockholder vote on the compensation of the Company’s named executive officers:

3 YEARS
2 YEARS
1 YEAR
ABSTAIN
BROKER NON-VOTES
28,863,155
13,992
3,165,054
663,398
2,943,789

 
Accordingly, on an advisory basis, the stockholder vote on compensation of the named executive officers is to be held every three years.
 
4.
To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2011:
 
For
  
35,632,224
Against
  
10,217
Abstain
  
6,947
Broker Non-Vote
  
-
 
 
Accordingly, the appointment of Ernst & Young LLP was ratified.
 
 

 
 
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
SYSTEMAX INC.
 
 
By: /s/ Curt Rush                                        
   Name: Curt Rush
   Title: General Counsel and Secretary
Date:  June 14, 2011